FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT of 1934
For the quarterly period ended September 30, 2000
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OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT of 1934
For the transition period from _____________________ to _____________________
Commission file number
0-26216
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CNL Income Fund XV, Ltd.
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(Exact name of registrant as specified in its charter)
Florida 59-3198888
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
450 South Orange Avenue
Orlando, Florida 32801-3336
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number
(including area code) (407) 540-2000
------------------------
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Sections 13 or 15(d) of the Securities Exchange Act of 1934
during the preceding 12 months (or for such shorter period that the registrant
was required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes X No _________
<PAGE>
CONTENTS
Part I Page
Item 1. Financial Statements:
Condensed Balance Sheets 1
Condensed Statements of Income 2
Condensed Statements of Partners' Capital 3
Condensed Statements of Cash Flows 4
Notes to Condensed Financial Statements 5-7
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 8-12
Item 3. Quantitative and Qualitative Disclosures About
Market Risk 12
Part II
Other Information 13-14
<PAGE>
CNL INCOME FUND XV, LTD.
(A Florida Limited Partnership)
CONDENSED BALANCE SHEETS
<TABLE>
<CAPTION>
September 30, December 31,
2000 1999
------------------- -------------------
<S> <C>
ASSETS
Land and buildings on operating leases, less
accumulated depreciation and allowance for loss on land
and building $ 23,199,768 $ 23,263,676
Net investment in direct financing leases, less
allowance for loss in carrying value of $52,501
in 2000 6,127,421 6,236,233
Investment in joint ventures 3,880,854 3,095,152
Cash and cash equivalents 693,687 1,660,363
Receivables, less allowance for doubtful
accounts of $36,920 and $13,085, respectively 19,155 97,068
Prepaid expenses 26,335 14,988
Lease costs, less accumulated amortization of
$2,894 and $1,479, respectively 18,345 19,760
Accrued rental income less allowance for doubtful
accounts of $3,130 in 2000 1,812,138 1,686,740
------------------- -------------------
$ 35,777,703 $ 36,073,980
=================== ===================
LIABILITIES AND PARTNERS' CAPITAL
Accounts payable $ 34,034 $ 122,999
Accrued and escrowed real estate taxes payable 33,911 28,352
Distributions payable 800,000 800,000
Due to related parties 117,513 60,991
Rents paid in advance and deposits 72,083 25,763
------------------- -------------------
Total liabilities 1,057,541 1,038,105
Partners' capital 34,720,162 35,035,875
------------------- -------------------
$ 35,777,703 $ 36,073,980
=================== ===================
See accompanying notes to condensed financial statements.
<PAGE>
CNL INCOME FUND XV, LTD.
(A Florida Limited Partnership)
CONDENSED STATEMENTS OF INCOME
Quarter Ended Nine Months Ended
September 30, September 30,
2000 1999 2000 1999
------------ ------------ ------------- -------------
Revenues:
Rental income from operating leases $ 654,702 $ 596,269 $ 1,959,724 $ 1,784,734
Earned income from direct financing leases 164,409 214,027 479,946 633,755
Interest and other income 20,000 9,591 75,147 29,705
------------ ------------ ------------- -------------
839,111 819,887 2,514,817 2,448,194
------------ ------------ ------------- -------------
Expenses:
General operating and administrative 50,523 35,006 148,290 109,688
Professional services 12,088 9,431 30,835 31,652
Management fees to related party 8,998 8,366 26,932 24,510
Real estate taxes 6,838 7,507 22,012 24,227
State and other taxes -- -- 35,848 30,305
Depreciation and amortization 87,663 72,598 253,320 223,145
Transaction costs -- 56,015 76,153 163,312
------------ ------------ ------------- -------------
166,110 188,923 593,390 606,839
------------ ------------ ------------- -------------
Income Before Equity in Earnings of Joint Ventures
and Provision for Loss on Building 673,001 630,964 1,921,427 1,841,355
Equity in Earnings of Joint Ventures 83,658 66,796 215,361 190,724
Provision for Loss on Building -- (23,250 ) (52,501 ) (155,696 )
------------ ------------ ------------- -------------
Net Income $ 756,659 $ 674,510 $ 2,084,287 $ 1,876,383
============ ============ ============= =============
Allocation of Net Income:
General partners $ 7,567 $ 6,881 $ 21,118 $ 19,698
Limited partners 749,092 667,629 2,063,169 1,856,685
------------ ------------ ------------- -------------
$ 756,659 $ 674,510 $ 2,084,287 $ 1,876,383
============ ============ ============= =============
Net Income Per Limited Partner Unit $ 0.19 $ 0.17 $ 0.52 $ 0.46
============ ============ ============= =============
Weighted Average Number of Limited Partner
Units Outstanding 4,000,000 4,000,000 4,000,000 4,000,000
============ ============ ============= =============
See accompanying notes to condensed financial statements.
<PAGE>
CNL INCOME FUND XV, LTD.
(A Florida Limited Partnership)
CONDENSED STATEMENTS OF PARTNERS' CAPITAL
Nine Months Ended Year Ended
September 30, December 31,
2000 1999
------------------------- -----------------------
General partners:
Beginning balance $ 174,788 $ 145,629
Net income 21,118 29,159
------------------------- -----------------------
195,906 174,788
------------------------- -----------------------
Limited partners:
Beginning balance 34,861,087 35,320,271
Net income 2,063,169 2,740,816
Distributions ($0.60 and $0.80 per limited partner
unit, respectively) (2,400,000 ) (3,200,000 )
------------------------- -----------------------
34,524,256 34,861,087
------------------------- -----------------------
Total partners' capital $ 34,720,162 $ 35,035,875
========================= =======================
See accompanying notes to condensed financial statements.
<PAGE>
CNL INCOME FUND XV, LTD.
(A Florida Limited Partnership)
CONDENSED STATEMENTS OF CASH FLOWS
Nine Months Ended
September 30,
2000 1999
---------------- ----------------
Increase (Decrease) in Cash and Cash Equivalents
Net Cash Provided by Operating Activities $2,472,192 $2,197,137
---------------- ----------------
Cash Flows from Investing Activities:
Proceeds from sale of land and building 562,130 --
Additions to land and buildings on operating leases
(749,500 ) --
Investment in joint venture (851,498 ) --
---------------- ----------------
Net cash used in investing activities (1,038,868 ) --
---------------- ----------------
Cash Flows from Financing Activities:
Distributions to limited partners (2,400,000 ) (2,400,000 )
---------------- ----------------
Net cash used in financing activities (2,400,000 ) (2,400,000 )
---------------- ----------------
Net Decrease in Cash and Cash Equivalents (966,676 ) (202,863 )
Cash and Cash Equivalents at Beginning of Period 1,660,363 1,214,444
---------------- ----------------
Cash and Cash Equivalents at End of Period $ 693,687 $1,011,581
================ ================
Supplemental Schedule of Non-Cash Financing
Activities:
Distributions declared and unpaid at end of
period $ 800,000 $ 800,000
================ ================
See accompanying notes to condensed financial statements.
</TABLE>
<PAGE>
CNL INCOME FUND XV, LTD.
(A Florida Limited Partnership)
NOTES TO CONDENSED FINANCIAL STATEMENTS
Quarters and Nine Months Ended September 30, 2000 and 1999
1. Basis of Presentation:
The accompanying unaudited condensed financial statements have been
prepared in accordance with the instructions to Form 10-Q and do not
include all of the information and note disclosures required by
generally accepted accounting principles. The financial statements
reflect all adjustments, consisting of normal recurring adjustments,
which are, in the opinion of management, necessary to a fair statement
of the results for the interim periods presented. Operating results for
the quarter and nine months ended September 30, 2000, may not be
indicative of the results that may be expected for the year ending
December 31, 2000. Amounts as of December 31, 1999, included in the
financial statements, have been derived from audited financial
statements as of that date.
These unaudited financial statements should be read in conjunction with
the financial statements and notes thereto included in Form 10-K of CNL
Income Fund XV, Ltd. (the "Partnership") for the year ended December
31, 1999.
2. Land and Buildings on Operating Leases:
Land and buildings on operating leases consisted of the following at:
<TABLE>
<CAPTION>
September 30, December 31,
2000 1999
------------------- -------------------
<S> <C>
Land $ 14,925,838 $ 15,200,352
Buildings 9,955,370 9,606,254
------------------- -------------------
24,881,208 24,806,606
Less accumulated depreciation (1,573,030) (1,345,651)
------------------- -------------------
23,308,178 23,460,955
Less allowance for loss on land and
building (108,410) (197,279)
------------------- -------------------
$ 23,199,768 $ 23,263,676
=================== ===================
</TABLE>
<PAGE>
CNL INCOME FUND XV, LTD.
(A Florida Limited Partnership)
NOTES TO CONDENSED FINANCIAL STATEMENTS
Quarters and Nine Months Ended September 30, 2000 and 1999
2. Land and Buildings on Operating Leases-Continued:
In December 1999, the Partnership entered into a new lease for the
property in Mentor, Ohio, with a new tenant to operate the property as
a Bennigan's restaurant. In connection therewith, the Partnership
agreed to pay up to $749,500 in renovation costs, all of which had been
incurred and paid as of September 30, 2000.
In January 2000, the Partnership sold its property in Lexington, North
Carolina, to an unrelated third party for $599,500 and received net
sales proceeds of $562,130. Due to the fact that the Partnership had
recorded an allowance for loss on land and building of $88,869 as of
December 31, 1999, no gain or loss was recorded during 2000 as a result
of the sale.
3. Net Investment In Direct Financing Leases:
At September 30, 2000, the Partnership established an allowance for
impairment in carrying value in the amount of $52,501 for its property
in Bartlesville, Oklahoma. The allowance represented the difference
between the carrying value of the net investment in the direct
financing lease at September 30, 2000, and the estimated net realizable
value of the net investment in the direct financing lease at September
30, 2000.
4. Investment in Joint Ventures:
In June 2000, the Partnership used the net sales proceeds it received
from the sale of the Property in Lexington, North Carolina, to enter
into a joint venture arrangement, TGIF Pittsburgh Joint Venture, with
CNL Income Fund VII, Ltd., CNL Income Fund XVI, Ltd. and CNL Income
Fund XVIII, Ltd., each a Florida limited partnership and an affiliate
of the general partners, to purchase and hold one restaurant property.
The Partnership accounts for its investment using the equity method
since the Partnership shares control with affiliates. As of September
30, 2000, the Partnership owned a 23.62% interest in the profits and
losses of the joint venture.
<PAGE>
CNL INCOME FUND XV, LTD.
(A Florida Limited Partnership)
NOTES TO CONDENSED FINANCIAL STATEMENTS
Quarters and Nine Months Ended September 30, 2000 and 1999
4. Investment in Joint Ventures - Continued:
The following presents the combined, condensed financial information
for all of the Partnership's investments in joint ventures and
properties held as tenants-in-common at:
<TABLE>
<CAPTION>
September 30, December 31,
2000 1999
------------------ ------------------
<S> <C>
Land and buildings on operating
leases, less accumulated
depreciation $ 10,420,941 $ 7,029,635
Net investment in direct financing
lease 808,564 816,789
Cash 237,868 31,017
Prepaid expenses 1,250 1,458
Receivables 2,579 28,700
Lease costs, less accumulated
amortization 17,270 19,279
Accrued rental income 230,325 178,331
Liabilities 501,721 30,024
Partners' capital 11,217,076 8,075,185
Revenues 702,846 817,713
Net income 580,743 677,126
</TABLE>
The Partnership recognized income totaling $215,361 and $190,724 during
the nine months ended September 30, 2000 and 1999, respectively, from
these joint ventures and properties held as tenants-in-common, $83,658
and $66,796 of which was earned during the quarters ended September 30,
2000 and 1999, respectively.
5. Termination of Merger:
On March 1, 2000, the general partners and CNL American Properties
Fund, Inc. ("APF") mutually agreed to terminate the Agreement and Plan
of Merger entered into in March 1999. The general partners are
continuing to evaluate strategic alternatives for the Partnership,
including alternatives to provide liquidity to the limited partners.
6. Subsequent Events:
In October 2000, the Partnership sold its 33 percent interest in Duluth
Joint Venture, to CNL Income Fund VII, Ltd., an affiliate of the
general partners. The proceeds received from the sale exceeded the
basis of the interest in this joint venture.
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
CNL Income Fund XV, Ltd. (the "Partnership") is a Florida limited
partnership that was organized on September 2, 1993, to acquire for cash, either
directly or through joint venture arrangements, both newly constructed and
existing restaurants, as well as land upon which restaurants were to be
constructed (the "Properties"), which are leased primarily to operators of
national and regional fast-food and family-style restaurant chains. The leases
generally are triple-net leases, with the lessee responsible for all repairs and
maintenance, property taxes, insurance and utilities. As of September 30, 2000,
the Partnership owned 50 Properties, which included interests in eight
Properties owned by a joint venture in which the Partnership is a co-venturer
and two Properties owned with affiliates of the general partners as
tenants-in-common.
Capital Resources
The Partnership's primary source of capital for the nine months ended
September 30, 2000 and 1999 was cash from operations (which includes cash
received from tenants, distributions from joint ventures, and interest and other
income received, less cash paid for expenses). Cash from operations was
$2,472,192 and $2,197,137 for the nine months ended September 30, 2000 and 1999,
respectively. The increase in cash from operations for the nine months ended
September 30, 2000, as compared to the nine months ended September 30, 1999, was
primarily a result of changes in revenues and expenses as described below in
"Results of Operations" and changes in the Partnership's working capital.
Other sources and uses of capital included the following during the
nine months ended September 30, 2000.
In December 1999, the Partnership entered into a new lease with a new
tenant for its Property in Mentor, Ohio, to operate the Property as a Bennigan's
restaurant. In connection therewith, the Partnership committed to fund up to
$749,500 for renovation costs, all of which had been incurred and paid as of
September 30, 2000.
In January 2000, the Partnership sold its Property in Lexington, North
Carolina, for $599,500 and received net sales proceeds of $562,130. Due to the
fact that the Partnership had recorded an allowance for loss on land and
building of $88,869 as of December 31, 1999, no gain or loss was recorded during
2000 as a result of the sale. In June 2000, the Partnership used the net sales
proceeds it received from the sale of this Property, to enter into a joint
venture arrangement, TGIF Pittsburgh Joint Venture, with CNL Income Fund VII,
Ltd., CNL Income Fund XVI, Ltd. and CNL Income Fund XVIII, Ltd., each a Florida
limited partnership and an affiliate of the general partners, to hold one
restaurant property. As of September 30, 2000, the Partnership owned a 23.62%
interest in the profits and losses of the joint venture.
In October 2000, the Partnership sold its 33 percent interest in Duluth
Joint Venture, to CNL Income Fund VII, Ltd., an affiliate of the general
partners. The proceeds received from the sale exceeded the basis of the interest
in this joint venture.
Currently, rental income from the Partnership's Properties, and any net
sales proceeds held by the Partnership pending reinvestment in additional
Properties, are invested in money market accounts or other short-term, highly
liquid investments such as demand deposit accounts at commercial banks and
certificates of deposit with less than a 30-day maturity date, pending the
Partnership's use of such funds to pay Partnership expenses and to make
distributions to the partners. At September 30, 2000, the Partnership had
$693,687 invested in such short-term investments, as compared to $1,660,363 at
December 31, 1999. The decrease in cash and cash equivalents at September 30,
2000 was primarily attributable to the payment of renovation costs for the
Partnership's Property in Mentor, Ohio during the nine months ended September
30, 2000. The funds remaining at September 30, 2000, will be used to pay
distributions and other liabilities.
Short-Term Liquidity
The Partnership's short-term liquidity requirements consist primarily
of the operating expenses of the Partnership.
The Partnership's investment strategy of acquiring Properties for cash
and leasing them under triple-net leases to operators who generally meet
specified financial standards minimizes the Partnership's operating expenses.
The general partners believe that the leases will continue to generate cash flow
in excess of operating expenses.
The general partners have the right, but not the obligation, to make
additional capital contributions if they deem it appropriate in connection with
the operations of the Partnership.
Total liabilities of the Partnership, including distributions payable,
increased to $1,057,541 at September 30, 2000, from $1,038,105 at December 31,
1999, primarily as a result of an increase in amounts due to related parties and
rents paid in advance and deposits at September 30, 2000 as compared to December
31, 1999. The increase was partially offset by a decrease in accounts payable at
September 30, 2000 as compared to December 31, 1999. Liabilities at September
30, 2000, to the extent they exceed cash and cash equivalents at September 30,
2000, will be paid from future cash from operations or in the event the general
partners elect to make capital contributions or loans, from future general
partner contributions or loans.
The Partnership generally distributes cash from operations remaining
after the payment of operating expenses of the Partnership, to the extent that
the general partners determine that such funds are available for distribution.
Based on current and for the nine months ended September 30, 1999, anticipated
future cash from operations, the Partnership declared distributions to limited
partners of $2,400,000 for each of the nine months ended September 30, 2000 and
1999 ($800,000 for each applicable quarter). This represents distributions for
each applicable nine months of $0.60 per unit ($0.20 per unit for each
applicable quarter). No distributions were made to the general partners for the
quarters and nine months ended September 30, 2000 and 1999. No amounts
distributed to the limited partners for the nine months ended September 30, 2000
and 1999 are required to be or have been treated by the Partnership as a return
of capital for purposes of calculating the limited partners' return on their
adjusted capital contributions. The Partnership intends to continue to make
distributions of cash available for distribution to the limited partners on a
quarterly basis.
Long-Term Liquidity
The Partnership has no long-term debt or other long-term liquidity
requirements.
Results of Operations
During the nine months ended September 30, 1999, the Partnership owned
and leased 42 wholly owned Properties (including one Property sold in November
1999) and during the nine months ended September 30, 2000, the Partnership owned
and leased 41 wholly owned Properties (including one Property sold in January
2000) to operators of fast-food and family-style restaurant chains. In
connection therewith, during the nine months ended September 30, 2000 and 1999,
the Partnership earned $2,439,670 and $2,418,489, respectively, in rental income
from operating leases and earned income from direct financing leases from these
Properties, of which $819,111 and $810,296 was earned during the quarters ended
September 30, 2000 and 1999, respectively. The increase in rental and earned
income during the nine months ended September 30, 2000, as compared to the nine
months ended September 30, 1999, was primarily due to the fact that during the
nine months ended September 30, 2000, the Partnership received approximately
$88,200 in bankruptcy proceeds relating to the Properties whose leases were
rejected in 1998, as described below. During 1998, Long John Silver's, Inc.
filed for bankruptcy, rejected the leases relating to four of the eight
Properties it leased and discontinued making rental payments to the Partnership.
Subsequently, two of the four Properties with rejected leases were sold and one
was re-leased to a new tenant. As of September 30, 2000, the remaining Property
whose lease was rejected remained vacant. The general partners are currently
seeking either a new tenant or purchaser for the vacant Property. The
Partnership will not recognize any rental and earned income from this vacant
Property until a new tenant for this Property is located or until the Property
is sold and the proceeds from such sale are reinvested in an additional
Property. The lost revenues resulting from this Property could have an adverse
effect on the results of operations of the Partnership if the Partnership is not
able to re-lease the Property in a timely manner. In 1999, Long John Silver's,
Inc. assumed and affirmed its four remaining leases and the Partnership has
continued to receive rental payments relating to these four leases. The increase
in rental and earned income during the nine months ended September 30, 2000.
The increase in rental and earned income during the nine months ended
September 30, 2000 was partially offset by a decrease in rental and earned
income of approximately $152,500 during the nine months ended September 30, 2000
due to the fact that in December 1999, the Partnership terminated the lease with
the tenant of the Property in Mentor, Ohio. This decrease was partially offset
by an increase in rental and earned income of approximately $10,100 and $108,800
during the quarter and nine months ended September 30, 2000, respectively, from
a new tenant due to the fact that in December 1999, the Partnership re-leased
the Property to a new tenant, from which rental payments commenced in March
2000, and renovated the property into a Bennigan's restaurant, as described
above in "Capital Resources."
The increase in rental and earned income during the nine months ended
September 30, 2000 was partially offset by the fact that during the nine months
ended September 30, 2000, the Partnership established an allowance for doubtful
accounts of approximately $16,200 due to the fact that in May 2000, the tenant
of the Property in Greer, South Carolina vacated the Property and discontinued
making rental payments. During the quarter and nine months ended September 30,
2000, the Partnership collected and recognized as income approximately $16,200
from the subtenant in rental and earned income relating to this Property.
The increase in rental and earned income during the quarter and nine
months ended September 30, 2000 was partially offset by the fact that the
Partnership established an allowance for doubtful accounts of approximately
$17,200 and $25,800 during the quarter and nine months ended September 30, 2000,
respectively, for past due rental amounts relating to the Property in
Bartlesville, Oklahoma, in accordance with Partnership policy. The general
partners will continue to pursue collection of such amounts and will record such
amounts as income, when collected. No such allowance was established during the
quarter and nine months ended September 30, 2000.
During the nine months ended September 30, 2000 and 1999, the
Partnership also owned and leased six Properties indirectly through one joint
venture arrangement and two Properties as tenants-in-common with affiliates of
the general partners. During the nine months ended September 30, 2000, the
Partnership owned and leased two additional Properties indirectly through joint
venture arrangements. In connection therewith, during the nine months ended
September 30, 2000 and 1999, the Partnership earned $215,361 and $190,724,
respectively, attributable to net income earned by these joint ventures, $83,658
and $66,796 of which was earned during the quarters ended September 30, 2000 and
1999, respectively. The increase in net income earned by joint ventures was
attributable to the Partnership investing in two additional joint ventures
subsequent to September 30, 1999.
Operating expenses, including depreciation and amortization expense,
were $593,390 and $606,839 during the nine months ended September 30, 2000 and
1999, respectively, $166,110 and $188,923 of which were incurred during the
quarters ended September 30, 2000 and 1999, respectively. The decrease in
operating expenses during the quarter and nine months ended September 30, 2000,
as compared to the quarter and nine months ended September 30, 1999, was
primarily due to the fact that the Partnership incurred less transaction costs
relating to the general partners retaining financial and legal advisors to
assist them in evaluating and negotiating the proposed merger with CNL American
Properties Fund, Inc. ("APF") due to the termination of the proposed merger, as
described below in "Termination of Merger."
The decrease during the quarter and nine months ended September 30,
2000 was partially offset by an increase in depreciation expense during the
quarter and nine months ended September 30, 2000, due to the fact that during
December 1999, the Partnership reclassified the lease for the building for its
Property in Mentor, Ohio from a direct financing lease to an operating lease due
to the new lease entered into in December 1999, as described in "Capital
Resources." The decrease in operating expenses during the quarter and nine
months ended September 30, 2000 was partially offset by an increase in
administrative expenses for servicing the Partnership and its Properties.
During the nine months ended September 30, 2000, the Partnership
established a provision for loss in the amount of $52,051 for financial
reporting purposes relating to its Property in Bartlesville, Oklahoma. The
allowance represented the difference between the carrying value and the
estimated net realizable value of the Property at September 30, 2000. During the
nine months ended September 30, 1999, the Partnership recorded a provision for
loss on building of $132,446 for financial reporting purposes relating to a Long
John Silver's Property in Gastonia, North Carolina, the lease for which was
rejected by the tenant in June 1998, as described above. During the quarter and
nine months ended September 30, 1999, the Partnership increased the provision
for loss on building by $23,250 for this Property. The impairment represents the
difference between the carrying value of the Property at September 30, 1999 and
the estimated net sales proceeds of the Property based on a purchase and pending
sales contract with an unrelated third party.
Termination of Merger
On March 1, 2000, the general partners and APF mutually agreed to
terminate the Agreement and Plan of Merger entered into in March 1999. The
general partners are continuing to evaluate strategic alternatives for the
Partnership, including alternatives to provide liquidity to the limited
partners.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Not applicable.
<PAGE>
PART II. OTHER INFORMATION
Item 1. Legal Proceedings. Inapplicable.
Item 2. Changes in Securities. Inapplicable.
Item 3. Default upon Senior Securities. Inapplicable.
Item 4. Submission of Matters to a Vote of Security Holders. Inapplicable.
Item 5. Other Information. Inapplicable.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
3.1 Affidavit and Certificate of Limited Partnership of
CNL Income Fund XV, Ltd. (Included as Exhibit 3.2 to
Registration Statement No. 33-69968 on Form S-11 and
incorporated herein by reference.)
4.1 Affidavit and Certificate of Limited Partnership of
CNL Income Fund XV, Ltd. (Included as Exhibit 4.1 to
Registration Statement No. 33-69968 on Form S-11 and
incorporated herein by reference.)
4.2 Amended and Restated Agreement of Limited
Partnership of CNL Income Fund XV, Ltd. (Included as
Exhibit 4.2 to Form 10-K filed with the Securities
and Exchange Commission on March 30, 1995,
incorporated herein by reference.)
10.1 Management Agreement between CNL Income Fund XV,
Ltd. and CNL Investment Company (Included as Exhibit
10.1 to Form 10-K filed with the Securities and
Exchange Commission on March 30, 1996, and
incorporated herein by reference.)
10.2 Assignment of Management Agreement from CNL
Investment Company to CNL Income Fund Advisors, Inc.
(Included as exhibit 10.2 to Form 10-K filed with
the Securities and Exchange Commission on March 30,
1995, and incorporated herein by reference.)
10.3 Assignment of Management Agreement from CNL Income
Fund Advisors, Inc. to CNL Fund Advisors, Inc.
(Included as Exhibit 10.3 to Form 10-K filed with
the Securities and Exchange Commission on April 1,
1996, and incorporated herein by reference.)
27 Financial Data schedule (Filed herewith.)
(b) Reports on Form 8-K
No reports on Form 8-K were filed during the quarter ended
September 30, 2000.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
DATED this 10th day of November, 2000.
CNL INCOME FUND XV, LTD.
By: CNL REALTY CORPORATION
General Partner
By:/s/ James M. Seneff, Jr.
---------------------------
JAMES M. SENEFF, JR.
Chief Executive Officer
(Principal Executive Officer)
By:/s/ Robert A. Bourne
---------------------------
ROBERT A. BOURNE
President and Treasurer
(Principal Financial and
Accounting Officer)
